CURRENT REPORT UNDER SECTION 17 OF THE SECURITIES REGULATION CODE AND SRC RULE 17.2(c) THEREUNDER
1. Date of Report (Date of earliest event reported)
Jun 13, 2023
2. SEC Identification Number
PW-55
3. BIR Tax Identification No.
000-488-793
4. Exact name of issuer as specified in its charter
PLDT Inc.
5. Province, country or other jurisdiction of incorporation
PHILIPPINES
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
RAMON COJUANGCO BUILDING, MAKATI AVENUE, MAKATI CITYPostal Code1200
8. Issuer's telephone number, including area code
(632) 8250-0254
9. Former name or former address, if changed since last report
NOT APPLICABLE
10. Securities registered pursuant to Sections 8 and 12 of the SRC or Sections 4 and 8 of the RSA
Title of Each Class
Number of Shares of Common Stock Outstanding and Amount of Debt Outstanding
-
-
11. Indicate the item numbers reported herein
-
The Exchange does not warrant and holds no responsibility for the veracity of the facts and representations contained in all corporate disclosures, including financial reports. All data contained herein are prepared and submitted by the disclosing party to the Exchange, and are disseminated solely for purposes of information. Any questions on the data contained herein should be addressed directly to the Corporate Information Officer of the disclosing party.
PLDT Inc.TEL
PSE Disclosure Form 4-24 - Results of Annual or Special Stockholders' Meeting References: SRC Rule 17 (SEC Form 17-C) and Section 4.4 of the Revised Disclosure Rules
Subject of the Disclosure
Annual Meeting of Stockholders
Background/Description of the Disclosure
Results of PLDT Inc.'s Annual Meeting of Stockholders.
List of elected directors for the ensuing year with their corresponding shareholdings in the Issuer
Name of Person
Shareholdings in the Listed Company
Nature of Indirect Ownership
Direct
Indirect
Bernido H. Liu
1
0
-
Artemio V. Panganiban
1
7,770
THRU PCD
Bernadine T. Siy
1
1,499
THRU PCD
Manuel L. Argel, Jr.
1
0
-
Marilyn A. Victorio-Aquino
1,000
26,395
THRU PCD
Helen Y. Dee
138
24,982
THRU PCD
Ray C. Espinosa
13,043
29,700
THRU PCD
James L. Go
885,724
65,000
THRU PCD
Kazuyuki Kozu
1
0
-
Manuel V. Pangilinan
271,611
40,300
THRU PCD
Alfredo S. Panlilio
3,000
30,505
THRU PCD
Naoki Wakai
1
0
-
Marife B. Zamora
60
0
-
External auditor
SyCip Gorres Velayo & Co.
List of other material resolutions, transactions and corporate actions approved by the stockholders
Each item in the Agenda for the Annual Meeting that is subject to stockholders’ approval was voted upon by means of written voting instructions and/or online voting in absentia.
The voting requirement and the votes cast for each of the following items in the Agenda that is subject to stockholders’ approval are as follows:
(a) Approval of the audited financial statements for the fiscal year ended December 31, 2022 contained in the Company’s 2022 Annual Report. (b) Election of thirteen (13) directors including three (3) independent directors for the ensuing year, whose background information are contained in the Information Statement.
The Chairman explained the review or screening process of the Governance, Nomination and Sustainability Committee (“GNSC”) to determine whether each of the director-nominees possesses the qualifications and none of the disqualifications for directorship, and whether each of the independent director-nominees meets the additional criteria or qualifications for an independent director, as well as the diversity aspects considered by the GNSC pursuant to the Company’s Board Diversity Policy.
SGV performed agreed upon procedures for the Company’s registration, tabulation and reporting modules, encoding and processing of proxies, encoding and processing of online registration and online voting, and system reports generated by the Stockholder Management System in accordance with the Philippine Standards on Related Services 4400, Engagements and Agreed-Upon Procedures Regarding Financial Information issued by the Auditing Standards and Practices Council. Representatives from SGV were present at the Annual Meeting to check the accuracy and completeness of quorum and reports generated by the systems.
Stockholders were given an opportunity to ask questions via email to [email protected]. The questions received were addressed or responded to after the Election of Directors and prior to Other Business in the Agenda by the Chairman, President & CEO and other key officers of the Company.
Stockholders were given an opportunity to ask questions in person and via email to [email protected]. The questions raised were addressed or responded to by the Chairman, President and Chief Executive Officer, and other key officers of the Company after the Election of Directors and prior to the discussion of Other Matters in the Agenda.
Stockholders were also informed of the following: (a) pursuant to the authority vested in the Audit Committee under the Company’s by-Laws, the Audit Committee appointed SGV as independent auditors to audit the financial statements of the Company for the year ended December 31, 2022, and such appointment was confirmed by the Board of Directors; and (b) the Minutes of the Annual Meeting of Stockholders held on June 14, 2022 and 2022 Annual Meeting Materials have been posted on the Company’s website and can be accessed at https://main.pldt.com/investor-relations/shareholder-information/latest-shareholders'-news. The Minutes of the Annual Meeting held on June 13, 2023 will also be posted on the said website.
PLDT Inc.TEL